sell shares worth as much as 3.54 billion kroner ($469 million) ahead of a listing on the New York Stock Exchange this July and a fleet expansion plan.

The company will ask holders on June 10 for approval to sell up to 106.4 million shares, or half its current outstanding shares. Part of the money may pay for NCL's plans to add four ships to its ten-ship fleet for about $1.3 billion, as it seeks to meet rising demand for cruises.

"This (share issue) could be used to finance the new building programme,'' said NCL Chief Executive Geir Aune in an interview. "But there is no final decision. In principle, we don't like to issue shares if they don't reflect the value of the company. And at today's price, they do not.'' Earlier this month, NCL signed a letter of intent with Lloyd Werft shipyard in Bremerhaven, Germany, to build a 76,000-ton, 2,000 passenger ship, now under construction, that is expected to be ready in the summer of 2000. The agreement includes an option to build three additional ships of a similar size to be delivered one a year in 2001, 2002 and 2003. Each ship will cost about $332 million.

NCL shares on the Oslo stock exchange closed 1.0 krone lower at 33.5. So far this year, NCL shares have risen 27 percent, while the benchmark OBX Stock Index rose 2 percent.

NCL's Dreawward is a regular weekly caller to Bermuda.